Callan JMB gets Nasdaq equity deficiency notice

Callan JMB Inc. received a Nasdaq notice that it is not in compliance with Nasdaq Listing Rule 5550(b)(1), which requires at least $2,500,000 in stockholders’ equity to remain on The Nasdaq Capital Market.

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Callan JMB Inc. received a Nasdaq notice that it is not in compliance with Nasdaq Listing Rule 5550(b)(1), which requires at least $2,500,000 in stockholders’ equity to remain on The Nasdaq Capital Market. The company has 45 days, until May 22, 2026, to submit a plan to regain compliance and, if Nasdaq accepts the plan, may receive up to 180 days from the notice date, until October 4, 2026, to demonstrate compliance. Trading of its common stock under the symbol CJMB continues for now, but there is no assurance the plan will be accepted or that compliance will be restored.

Positive

None.

Negative

Nasdaq equity deficiency notice indicates Callan JMB Inc. no longer meets the $2,500,000 stockholders’ equity requirement under Listing Rule 5550(b)(1), introducing a tangible risk that the company could eventually face delisting from The Nasdaq Capital Market if it cannot regain compliance within the allowed timeframe.

Insights

Nasdaq equity deficiency raises delisting risk if remedies fail.

Callan JMB Inc. has fallen below Nasdaq’s $2,500,000 stockholders’ equity requirement under Listing Rule 5550(b)(1). This triggers a formal deficiency process but does not immediately impact trading, as the stock remains on The Nasdaq Capital Market under symbol CJMB.

The company has 45 days, until May 22, 2026, to submit a remediation plan. If Nasdaq accepts it, the company could have up to 180 days from the notice date, until October 4, 2026, to regain compliance. Actual outcomes will depend on Nasdaq’s review and the company’s execution of any approved plan.

The filing highlights uncertainty by noting there can be no assurance the plan will be accepted or that compliance will be regained. Future company filings and Nasdaq determinations will clarify whether the listing is ultimately maintained or whether further actions, including potential delisting, become a risk.

8-K Event Classification

Item 3.01 — Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

1 item

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing Securities

The company received a delisting notice, failed to satisfy a continued-listing rule or standard, or transferred its listing.

Key Figures

Nasdaq equity requirement: $2,500,000 stockholders’ equity Plan submission window: 45 calendar days Potential remediation period: 180 calendar days +2 more

5 metrics

Nasdaq equity requirement $2,500,000 stockholders’ equity Minimum under Nasdaq Listing Rule 5550(b)(1) for The Nasdaq Capital Market

Plan submission window 45 calendar days Time allowed to submit compliance plan, until May 22, 2026

Potential remediation period 180 calendar days Maximum extension from notice date, until October 4, 2026, if plan accepted

Trading symbol CJMB Common stock continues trading on The Nasdaq Capital Market

Listing venue The Nasdaq Capital Market Current market where Callan JMB Inc. is listed

Key Terms

Nasdaq Listing Rule 5550(b)(1), Stockholders’ Equity Requirement, The Nasdaq Capital Market, Emerging growth company, +1 more

5 terms

Nasdaq Listing Rule 5550(b)(1) regulatory

"not in compliance with Nasdaq Listing Rule 5550(b)(1) which requires the Company"

Stockholders’ Equity Requirement financial

"a minimum of $2,500,000 in stockholders’ equity for continued listing"

A stockholders’ equity requirement is a minimum amount of net assets — assets minus liabilities — that a company must keep on its balance sheet to meet rules set by regulators, lenders or stock exchanges. Think of it as a required safety buffer or minimum bank balance that shows the company has enough of its own capital to absorb losses; falling below it can limit dividends, trigger covenants or risk sanctions, so investors watch it as a sign of financial health and compliance.

The Nasdaq Capital Market market

"for continued listing on The Nasdaq Capital Market"

A tier of the Nasdaq stock exchange that hosts smaller or early-stage public companies that meet defined listing standards for size, share price and governance. Think of it as a particular shelf in a store for emerging brands: it gives investors a centralized place to find and trade these stocks while signaling that the companies meet basic regulatory and financial rules. Investors watch it for growth opportunities and higher volatility compared with larger markets.

Emerging growth company regulatory

"Emerging growth company"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

forward-looking statements regulatory

"contains forward-looking statements within the meaning of the Private Securities Litigation"

Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What Nasdaq rule did Callan JMB Inc. (CJMB) fail to meet?

Callan JMB Inc. is not in compliance with Nasdaq Listing Rule 5550(b)(1). This rule requires companies on The Nasdaq Capital Market to maintain at least $2,500,000 in stockholders’ equity. Falling below this minimum triggers a deficiency process with potential delisting risk.

How much stockholders’ equity must Callan JMB Inc. (CJMB) maintain for Nasdaq listing?

The company must maintain at least $2,500,000 in stockholders’ equity. This threshold is set by Nasdaq Listing Rule 5550(b)(1) for continued listing on The Nasdaq Capital Market and is the basis for the current deficiency notice received by Callan JMB Inc.

How long does Callan JMB Inc. (CJMB) have to submit a Nasdaq compliance plan?

Callan JMB Inc. has 45 calendar days, until May 22, 2026, to submit a compliance plan. Within this period the company intends to present Nasdaq with its strategy for regaining the required stockholders’ equity level for continued listing.

What additional time may Nasdaq grant Callan JMB Inc. (CJMB) to regain compliance?

If Nasdaq accepts the plan, it may grant up to 180 days from the notice date. This extension would run until October 4, 2026, giving Callan JMB Inc. more time to demonstrate that it again meets the stockholders’ equity requirement.

Does the Nasdaq deficiency notice immediately affect CJMB stock trading?

The notice does not immediately affect trading of CJMB common stock. The shares continue to trade on The Nasdaq Capital Market under the symbol CJMB while the company pursues its compliance plan and awaits Nasdaq’s decisions on timing and listing status.

Is there any assurance Callan JMB Inc. (CJMB) will regain Nasdaq compliance?

The company explicitly states there can be no assurance it will regain compliance. Outcomes depend on Nasdaq accepting its plan and the company successfully restoring stockholders’ equity to the required level within the allowed timeframe.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 04/10/2026 - 05:00 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): April 7, 2026

Callan JMB Inc.

(Exact name of registrant as specified in its charter)

Nevada

001-42506

99-0931141

(State or other jurisdiction 

of incorporation)

(Commission

File Number)

(I.R.S. Employer

Identification No.)

244 Flightline Drive

Spring Branch, Texas

78070

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code: (830) 438-0395

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.001 par value		CJMB		The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

On April 7, 2026 Callan JMB Inc. (the “Company”) received a deficiency letter (the “Notice”) from the Listing Qualifications Department of The Nasdaq Stock Market LLC (“Nasdaq”) notifying the Company that it is not in compliance with Nasdaq Listing Rule 5550(b)(1) which requires the Company to maintain a minimum of $2,500,000 in stockholders’ equity for continued listing on The Nasdaq Capital Market (the “Stockholders’ Equity Requirement”).

In accordance with Nasdaq Listing Rules, the Company has been provided an initial period of 45 calendar days, or until May 22, 2026, to submit a plan to regain compliance with the Stockholders’ Equity Requirement. Subsequent to the receipt of the Notice, and prior to that deadline, the Company intends to submit a plan to regain compliance with the Stockholders’ Equity Requirement to Nasdaq. If the Company’s compliance plan is accepted by Nasdaq, then Nasdaq may, in its discretion, grant the Company up to 180 calendar days from the date of the Notice, or until October 4, 2026, to evidence compliance.

Neither the Notice nor the Company’s non-compliance have an immediate effect on the listing or trading of the Company’s common stock, which will continue to trade under the symbol “CJMB.” However, these can be no assurance that the Company’s plan will be accepted or that if it is, the Company will be able to regain compliance.

Forward-Looking Statements

This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements relate to future events or the future financial performance of the Company and involve known and unknown risks, uncertainties, and other factors that may cause actual results, performance, or achievements to be materially different from any future results, performance, or achievements expressed or implied by the forward-looking statements.

In some cases, forward-looking statements can be identified by terms such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “intends,” “believes,” “estimates,” “projects,” “potential,” “continues,” or the negative of these terms or other comparable terminology. These forward-looking statements include, but are not limited to, statements regarding the Company’s intent to submit a plan to regain compliance with the Stockholders’ Equity Requirement within 45 calendar days and the Company’s ability to regain compliance with the Stockholders’ Equity Requirement by the deadline imposed by Nasdaq.

These forward-looking statements reflect the Company’s current expectations and projections based on information available as of the date of this Current Report on Form 8-K and are subject to a number of risks and uncertainties, including, but not limited to, general economic, financial, and business conditions; the Company’s ability to successfully implement its strategic initiatives; supply chain disruptions; regulatory compliance and legal proceedings; and other risks detailed from time to time in the Company’s filings with the Securities and Exchange Commission, including its most recent Annual Report on Form 10-K and subsequent Quarterly Reports on Form 10-Q.

The Company cautions investors that forward-looking statements are not guarantees of future performance and actual results may differ materially from those projected. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: April 10, 2026	Callan JMB Inc.

	By:	/s/ Wayne Williams
	Name:	Wayne Williams
	Title:	Chief Executive Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

3 documents

Callan JMB gets Nasdaq equity deficiency notice